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Nortel Announces Percentage for Fixed Dividend Rate on Series 6 Preferred Shares Issuable on Conversion of Series 5 Preferred Shares

Toronto, Canada (ots/PRNewswire)

Nortel Networks Limited today
announced that the fixed dividend rate for its Cumulative Redeemable
Class A Preferred Shares Series 6 will be equal to 80% of the yield
on five-year non-callable Government of Canada bonds to be determined
on November 10, 2006. The Series 6 preferred shares will be issued as
of December 1, 2006 to holders of Cumulative Redeemable Class A
Preferred Shares Series 5 of Nortel Networks Limited [TSX:NTL.PR.F]
who exercise their right to convert their Series 5 preferred shares,
on a one-for-one basis, provided that a minimum number of Series 5
preferred shares are tendered for conversion. If issued, the Series 6
preferred shares will pay, on a quarterly basis, as and when declared
by the Board of Directors of Nortel Networks Limited, a cash dividend
based on this fixed rate, which will be published on November 15,
2006 in several Canadian newspapers. This rate will be fixed for a
period of 5 years. Holders of Series 5 preferred shares will receive
a notice summarizing their conversion right.
Holders of Series 5 preferred shares who continue to hold such
shares will continue to receive a monthly floating rate dividend as
and when declared by the Board of Directors of Nortel Networks
Limited. The floating rate dividend will continue to be based on the
average prime rate of two Canadian banks in effect for each day of
the applicable month.
About Nortel
Nortel (NYSE: NT) is a recognized leader in delivering
communications  capabilities that enhance the human experience,
ignite and power global  commerce, and secure and protect the world's
most critical information. Our  next-generation technologies, for
both service providers and enterprises,  span access and core
networks, support multimedia and business-critical  applications, and
help eliminate today's barriers to efficiency, speed and  performance
by simplifying networks and connecting people with information.
Nortel does business in more than 150 countries. For more
information, visit  Nortel on the Web at www.nortel.com. For the
latest Nortel news, visit www.nortel.com/news.
Certain statements in this press release may contain words such as
"could", "expects", "may", "anticipates", "believes", "intends",
"estimates", "targets", "envisions", "seeks" and other similar
language and are considered forward-looking statements or information
under applicable securities legislation. These statements are based
on Nortel's current expectations, estimates, forecasts and
projections about the operating environment, economies and markets in
which Nortel operates. These statements are subject to important
assumptions, risks and uncertainties, which are difficult to predict
and the actual outcome may be materially different. Further, actual
results or events could differ materially from those contemplated in
forward-looking statements as a result of the following (i) risks and
uncertainties relating to Nortel's restatements and related matters
including: Nortel's most recent restatement and two previous
restatements of its financial statements and related events; the
negative impact on Nortel and NNL of their most recent restatement
and delay in filing their financial statements and related periodic
reports; legal judgments, fines, penalties or settlements, or any
substantial regulatory fines or other penalties or sanctions, related
to the ongoing regulatory and criminal investigations of Nortel in
the U.S. and Canada; any significant pending civil litigation actions
not encompassed by Nortel's proposed class action settlement; any
substantial cash payment and/or significant dilution of Nortel's
existing equity positions resulting from the finalization and
approval of its proposed class action settlement, or if such proposed
class action settlement is not finalized, any larger settlements or
awards of damages in respect of such class actions; any unsuccessful
remediation of Nortel's material weaknesses in internal control over
financial reporting resulting in an inability to report Nortel's
results of operations and financial condition accurately and in a
timely manner; the time required to implement Nortel's remedial
measures; Nortel's inability to access, in its current form, its
shelf registration filed with the United States Securities and
Exchange Commission (SEC), and Nortel's below investment grade credit
rating and any further adverse effect on its credit rating due to
Nortel's restatements of its financial statements; any adverse affect
on Nortel's business and market price of its publicly traded
securities arising from continuing negative publicity related to
Nortel's restatements; Nortel's potential inability to attract or
retain the personnel necessary to achieve its business objectives;
any breach by Nortel of the continued listing requirements of the
NYSE or TSX causing the NYSE and/or the TSX to commence suspension or
delisting procedures; (ii) risks and uncertainties relating to
Nortel's business including: yearly and quarterly fluctuations of
Nortel's operating results; reduced demand and pricing pressures for
its products due to global economic conditions, significant
competition, competitive pricing practice, cautious capital spending
by customers, increased industry consolidation, rapidly changing
technologies, evolving industry standards, frequent new product
introductions and short product life cycles, and other trends and
industry characteristics affecting the telecommunications industry;
the sufficiency of recently announced restructuring actions,
including the potential for higher actual costs to be incurred in
connection with these restructuring actions compared to the estimated
costs of such actions and the ability to achieve the targeted cost
savings and reductions of Nortel's unfunded pension liability
deficit; any material and adverse affects on Nortel's performance if
its expectations regarding market demand for particular products
prove to be wrong or because of certain barriers in its efforts to
expand internationally; any reduction in Nortel's operating results
and any related volatility in the market price of its publicly traded
securities arising from any decline in its gross margin, or
fluctuations in foreign currency exchange rates; any negative
developments associated with Nortel's supply contract and contract
manufacturing agreements including as a result of using a sole
supplier for key optical networking solutions components, and any
defects or errors in Nortel's current or planned products; any
negative impact to Nortel of its failure to achieve its business
transformation objectives; additional valuation allowances for all or
a portion of its deferred tax assets; Nortel's failure to protect its
intellectual property rights, or any adverse judgments or settlements
arising out of disputes regarding intellectual property; changes in
regulation of the Internet and/or other aspects of the industry;
Nortel's failure to successfully operate or integrate its strategic
acquisitions, or failure to consummate or succeed with its strategic
alliances; any negative effect of Nortel's failure to evolve
adequately its financial and managerial control and reporting systems
and processes, manage and grow its business, or create an effective
risk management strategy; and (iii) risks and uncertainties relating
to Nortel's liquidity, financing arrangements and capital including:
the impact of Nortel's most recent restatement and two previous
restatements of its financial statements; any inability of Nortel to
manage cash flow fluctuations to fund working capital requirements or
achieve its business objectives in a timely manner or obtain
additional sources of funding; high levels of debt, limitations on
Nortel capitalizing on business opportunities because of credit
facility covenants, or on obtaining additional secured debt pursuant
to the provisions of indentures governing certain of Nortel's public
debt issues and the provisions of its credit facilities; any increase
of restricted cash requirements for Nortel if it is unable to secure
alternative support for obligations arising from certain normal
course business activities, or any inability of Nortel's subsidiaries
to provide it with sufficient funding; any negative effect to Nortel
of the need to make larger defined benefit plans contributions in the
future or exposure to customer credit risks or inability of customers
to fulfill payment obligations under customer financing arrangements;
any negative impact on Nortel's ability to make future acquisitions,
raise capital, issue debt and retain employees arising from stock
price volatility and further declines in the market price of Nortel's
publicly traded securities, or any future share consolidation
resulting in a lower total market capitalization or adverse effect on
the liquidity of Nortel's common shares. For additional information
with respect to certain of these and other factors, see Nortel's
Annual Report on Form10-K/A, Quarterly Report on Form 10-Q and other
securities filings with the SEC. Unless otherwise required by
applicable securities laws, Nortel disclaims any intention or
obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise.
(i) Nortel, the Nortel logo and the Globemark are trademarks of
Nortel Networks.

Contact:

For more information: Media, Jay Barta, +1-(972)-685-2381,
jbarta@nortel.com. Investors, +1-(888)-901-7286, +1-(905)-863-6049,
investor@nortel.com

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